Purchasing Department
525 Buena Vista SE
Albuquerque, NM 87106
(505) 224-4546
AMENDMENT # 4
DATE:
June 24, 2014
TO:
All Bidders of Record
FROM:
Krista Colón, Buyer
SUBJECT:
Amendment # 4 to T-2926 “TouchNet Payment Processing Services”
BIDDERS ARE REQUIRED TO ACKNOWLEDGE RECEIPT OF ALL AMENDMENTS IN THE SPACES PROVIDED IN SECTION E,
SIGNATURE OF FIRM’S AUTHORIZED REPRESENTATIVE.
This amendment becomes part of the Contract Documents and modifies the original bidding documents as noted below:
1.
CLARIFICATION:
The RFB due date has been extended to be on or before 3:00 PM, June 27, 2014.
2.
QUESTION:
Can the Awarded vendor negotiate any terms and conditions with CNM once the Request for Bids is
closed?
CNM’s Response:
No. Any changes made to the bid must be made by virtue of an Amendment to this RFB prior to the
Request for Bids closing date. Any language, attachments or amendments made by the Offeror that is
included in their response to CNM that states that their offer is contingent upon negotiation after the bid has
closed will be deemed non-responsive. Non-responsive offers cannot be considered for award.
QUESTION:
RFB Instructions to Bidders states the purchase of materials and/or services awarded under this Invitation
are subject to CNM's General Terms and Conditions as well as all statements contained in this Request for
Bid. All terms and conditions of the Request for Bid will remain unchanged for the duration of any resultant
agreement(s) and will supersede and take precedence over any bidder agreement forms. Additional or
different terms proposed by the vendor are hereby rejected. Does CNM agree that the contract which is
ultimately reached between the parties shall control the rights and obligations of the parties?
CNM’s Response:
The Contract Documents comprise CNM’s purchase order, the General Terms and Conditions (Section B)
as Amended per this RFB, the RFB terms and conditions (Section A) as amended per this RFB, Vendor’s
response to RFB and the Master License Agreement and subsequent amendments, with attached Schedules.
The Services that are provided shall be subject to the Application Subscription Program (ASP) Agreement
between CNM and TouchNet hereunder referred to as the Master License Agreement.
3.
BID #T-2926
Copyright CNM, 2014. All rights reserved.
Page 1 of 8
4.
QUESTION:
RFB Section A: 9. CANCELLATION. Please confirm that the Termination provisions per the Master
License Agreement as Amended shall supersede this clause.
CNM’s Response:
5.
CNM confirms that the Termination provisions per the Master License Agreement as Amended shall
supersede the RFB Section A Clauses 9 & 55 and Section B Clause 6.
QUESTION:
RFB Section A: 11. CONFIDENTIALITY. Please confirm that the Confidential Information provisions
per the Master License Agreement as Amended shall supersede this clause.
CNM’s Response:
6.
CNM confirms that the Confidential Information provisions contained in the Master License Agreement as
Amended shall supersede the RFB Section A Clause 11.
QUESTION:
RFB Section A: 12. CONTRACT. Please confirm that the Master License Agreement and subsequent
amendments, with attached Schedules, constitute the entire agreement of the parties with respect to the
subject matter hereof and supersedes any prior expression of intent or understanding, oral or written,
relating to the subject matter of the Master License Agreement. Schedules referenced therein by letter or
number are incorporated into the Master License Agreement as though fully set out therein and the Master
License Agreement as Amendment constitute the entire agreement.
CNM’s Response:
7.
No. The contract documents in order of precedence comprise CNM’s purchase order, the General Terms
and Conditions (Section B) as Amended per this RFB, the RFB terms and conditions (Section A) as
Amended per this RFB, Vendor’s response to RFB and the Master License Agreement and subsequent
amendments, with attached Schedules, constitute the entire agreement of the parties with respect to the
subject matter hereof and supersedes any prior expression of intent or understanding, oral or written,
relating to the subject matter of the Master License Agreement. Schedules referenced therein by letter or
number are incorporated into the Master License Agreement as though fully set out therein.
QUESTION:
RFB Section A: 13. CONTRACTOR GUARANTEE. Please confirm that the Warranty and Limitations
provisions contained in the Master License Agreement as Amended shall supersede this clause.
CNM’s Response:
8.
CNM confirms that the Warranty and Limitations provisions contained in the Master License Agreement as
Amended shall supersede the RFB Section A Clause 13 and Section B Clauses 2 &3.
QUESTION:
RFB Section A: 14. DAMAGE AND SECURITY OF CNM PROPERTY. Please confirm that the
Indemnification provisions contained in the Master License Agreement as Amended shall supersede this
clause.
CNM’s Response:
CNM confirms that the Indemnification provisions contained in the Master License Agreement as Amended
shall supersede the RFB Section A Clause 14 and Section B Clauses 8 & 9.
BID #T-2926
Copyright CNM, 2014. All rights reserved.
Page 2 of 8
9.
QUESTION:
RFB Section A: 23. GENERAL TERMS AND CONDITIONS. CNM's General Terms and Conditions
are an equal and integral part of this Invitation. Please confirm that the Master License Agreement and
subsequent amendments, with attached Schedules, constitute the entire agreement of the parties with respect
to the subject matter hereof and supersedes any prior expression of intent or understanding, oral or written,
relating to the subject matter of the Master License Agreement. Schedules referenced therein by letter or
number are incorporated into the Master License Agreement as though fully set out therein and the Master
License Agreement as Amended constitutes the entire agreement.
CNM’s Response:
No. The contract documents in order of precedence comprise CNM’s purchase order, the General Terms
and Conditions (Section B) as Amended per this RFB, the RFB terms and conditions (Section A) as
amended per RFB, vendor’s response to RFB and the Master License Agreement and subsequent
amendments, with attached Schedules, constitute the entire agreement of the parties with respect to the
subject matter hereof and supersedes any prior expression of intent or understanding, oral or written,
relating to the subject matter of the Master License Agreement. Schedules referenced therein by letter or
number are incorporated into the Master License Agreement as though fully set out therein.
10. QUESTION:
RFB Section A: 24. GOVERNING LAW. Please confirm that the Governing Law provisions contained in
the Master License Agreement as Amended shall supersede this clause.
CNM’s Response:
CNM confirms that the Governing Law provisions contained in the Master License Agreement as Amended
shall supersede the RFB Section A Clause 24 and Section B Clause 17.
11. QUESTION:
RFB Section A: 25. INSPECTIONS. Please confirm this clause is not applicable.
CNM’s Response:
Confirmed
12. QUESTION:
RFB Section A: 27. INVITATION TERMS PART OF CONTRACT. Please confirm that the Master
License Agreement and subsequent amendments, with attached Schedules, constitute the entire agreement
of the parties with respect to the subject matter hereof and supersedes any prior expression of intent or
understanding, oral or written, relating to the subject matter of the Master License Agreement. Schedules
referenced therein by letter or number are incorporated into the Master License Agreement as though fully
set out therein and the Master License Agreement as Amendment constitute the entire agreement.
CNM’s Response:
No. The contract documents in order of precedence comprise CNM’s purchase order, the General Terms
and Conditions (Section B) as Amended per this RFB, the RFB terms and conditions (Section A) as
amended per this RFB, the Master License Agreement and subsequent amendments, with attached
Schedules, constitute the entire agreement of the parties with respect to the subject matter hereof and
supersedes any prior expression of intent or understanding, oral or written, relating to the subject matter of
the Master License Agreement. Schedules referenced therein by letter or number are incorporated into the
Master License Agreement as though fully set out therein.
13. QUESTION:
RFB Section A: 33. OPTION TO RENEW. Please confirm that the Term identified in the Master License
Agreement as Amended shall apply.
CNM’s Response:
CNM Confirms however, it is CNM’s intention to enter into an eight (8) year term at the rate with
escalation stated in the offeror’s response to this RFB. The change from a five (5) year term to an eight (8)
year term is applicable to Sections C and D.
BID #T-2926
Copyright CNM, 2014. All rights reserved.
Page 3 of 8
14. QUESTION:
RFB Section A: 34. OWNERSHIP OF MATERIAL. Please confirm this clause does not apply.
CNM’s Response:
Confirmed.
15. QUESTION:
RFB Section A: 38. PUBLIC INFORMATION. Will CNM contact the vendor prior to submitting
requests for public information?
CNM’s Response:
No.
16. QUESTION:
RFB Section A: 40. RELEASES. Please confirm that the Survival of Obligations provisions contained in
the Master License Agreement as Amended shall supersede this clause.
CNM’s Response:
CNM confirms that the Survival of Obligations provisions contained in the Master License Agreement as
Amended shall supersede the RFB Section A Clause 40.
17. QUESTION:
RFB Section A: 44. RESPONSIBLE BIDDER. What is the basis for this requirement? Will CNM pay
the vendor for this?
CNM’s Response:
The definition of Responsible Bidder as described in New Mexico Statutes Annotated (NMSA) is as
follows:
13-1-82. Definition; responsible bidder, "Responsible bidder" means a bidder who submits a responsive
bid and who has furnished, when required, information and data to prove that his financial resources,
production or service facilities, personnel, service reputation and experience are adequate to make
satisfactory delivery of the services, construction or items of tangible personal property described in the
invitation for bids.
No, CNM will not pay vendor if the information described in 13-1-82 is required.
18. QUESTION:
RFB Section A: 46. SEVERABILITY. Will CNM accept the following alternative language?
Severability. If any one or more of the provisions of the Master License Agreement shall be invalid, illegal,
or unenforceable in any respect under any applicable statute, rule of law, or public policy, such provision
shall be considered inoperative to the extent of such invalidity, illegality, or unenforceability and the
remainder of the Master License Agreement shall continue in full force and effect. The parties agree to
replace any such invalid, illegal, or unenforceable provision with a new provision that has the most nearly
similar permissible legal and economic effect.
CNM’s Response:
Yes. CNM accepts the alternative language above to be included in the Master License Agreement to
supersede RFB Section A, Clause 46.
BID #T-2926
Copyright CNM, 2014. All rights reserved.
Page 4 of 8
19. CLARIFICATION:
RFB Section A Clause 48 has changed.
WAS:
RFB Section A: 48. STATE AND LOCAL ORDINANCES. The contractor shall perform work under the
resultant price agreement in strict accordance with the latest version of all State and local codes, ordinances,
and regulations governing the work involved. All materials and labor necessary to comply with the rules,
regulations and ordinances shall be provided by the contractor. Where the drawings and or specifications
indicate materials or construction in excess of the code requirements, the drawings and or specifications
shall govern. The contractor shall be responsible for the final execution of the work to meet these
requirements. In the event of a conflict between various codes and standards, the more stringent shall apply.
IS NOW:
RFB Section A: 48. FEDERAL AND STATE PRIVACY AND SECURITY STANDARDS. The
contractor shall comply with all state and federal privacy laws and security standards as applicable.
20. QUESTION:
RFB Section A: 50. SUBCONTRACTORS. Confirm this clause does not apply.
CNM’s Response:
Confirmed.
21. QUESTION:
RFB Section A: 52. TAXES. Will CNM accept the following changed language?
Taxes. Any and all excise, sales, use, value-added or other taxes or levies imposed by any
governmental body on the Client or Vendor in connection with the use, licensing, handling, or payment
of license or Application Subscription Program fees with respect to the Software (with the exception of
taxes measured against Manufacturer’s/Vendor’s net income) shall be the sole responsibility of Client.
Client shall fully reimburse Vendor for any amounts actually paid by Vendor or withheld by the Client
for any such taxes or levies within thirty (30) calendar days after the date on which Vendor gives notice
thereof to Client.
CNM’s Response:
No. CNM is responsible for paying New Mexico Gross Receipts Tax (NMGRT) as applicable to Services.
Licensing and hosting Services identified on this Request for Bids are subject to NMGRT. Any resultant
award (Purchase Order) shall include a line item for NMGRT at the appropriate rate (7% for in state
vendors, 5.125% for out of state vendors). Please be aware that ALL offers are compared excluding
NMGRT per NMSA. CNM shall not be liable for any other taxes other than this.
22. QUESTION:
RFB Section A: 55. TERMINATION. Please confirm that the Termination provisions contained in the
Master License Agreement as Amended shall supersede this clause.
CNM’s Response:
CNM confirms that the Termination provisions contained in the Master License Agreement as Amended
shall supersede the RFB Section A Clauses 9 & 55 and Section B Clause 6.
23. QUESTION:
RFB Section B: 1. Inspection and Audit. Please clarify whether CNM will request access to the Vendor’s
other Client information if exercising this clause.
CNM’s Response:
No. Should CNM or a 3rd party Auditor request to receive records from the Vendor, such records will be
restricted to only those records directly related to CNM’s purchase.
BID #T-2926
Copyright CNM, 2014. All rights reserved.
Page 5 of 8
24. QUESTION:
RFB Section B: 2. Warranties. Please confirm that the Warranty and Limitations provisions contained in
the Master License Agreement as Amended shall supersede this clause.
CNM’s Response:
CNM confirms that the Warranty and Limitations provisions contained in the Master License Agreement as
Amended shall supersede the RFB Section A Clause 13 and Section B Clauses 2 & 3.
25. QUESTION:
RFB Section B: 3. Acceptance and Rejection. Please confirm that the Warranty and Limitations
provisions contained in the Master License Agreement As Amended shall supersede this clause.
CNM’s Response:
CNM confirms that the Warranty and Limitations provisions contained in the Master License Agreement as
Amended shall supersede the RFB Section A Clause 13 and Section B Clauses 2 & 3.
26. QUESTION:
RFB Section B: 4. Assignment. Please confirm that the Assignment provisions contained in the Master
License Agreement as Amended shall supersede this clause.
CNM’s Response:
CNM confirms that the Assignment provisions contained in the Master License Agreement as Amended
shall supersede the RFB Section B Clause 4.
27. QUESTION:
RFB Section B: 5. Changes. Please confirm that any changes to CNM’s Purchase Order for additional or
different Services shall require a change to the Master License Agreement and any change to the Master
License Agreement will require mutual agreement between the Parties.
CNM’s Response:
Confirmed
28. QUESTION:
RFB Section B: 6. Termination and Delays. Please confirm that the Termination provisions contained in
the Master License Agreement as Amended shall supersede this clause.
CNM’s Response:
CNM confirms that the Termination provisions per the Master License Agreement as Amended shall
supersede the RFB Section A Clauses 9 & 55 and Section B Clause 6.
29. QUESTION:
RFB Section B: 8. Indemnification and Insurance. Please confirm that Indemnification provisions
contained in the Master License Agreement as Amended shall supersede this clause.
CNM’s Response:
CNM confirms that the Indemnification provisions contained in the Master License Agreement as Amended
shall supersede the RFB Section A Clause 14 and Section B Clauses 8 & 9.
30. QUESTION:
RFB Section B: 9. Patent and Copyright Indemnity. Please confirm that Indemnification provisions
contained in the Master License Agreement as Amended shall supersede this clause.
CNM’s Response:
CNM confirms that the Indemnification provisions contained in the Master License Agreement as Amended
shall supersede the RFB Section A Clause 14 and Section B Clauses 8 & 9.
BID #T-2926
Copyright CNM, 2014. All rights reserved.
Page 6 of 8
31. QUESTION:
RFB Section B: 12. Title and Delivery. Confirm Software Manufacturer shall retain all ownership rights
in its software, documentation, and in any custom projects performed during the term of the contract.
CNM’s Response:
32. CLARIFICATION:
Confirmed. The purchase is for licensing and hosting; not for tangible goods.
RFB Section B Clause 14 has changed.
WAS:
14. Other Applicable Laws. Any provision required to be included in a contract of this type by any
applicable and valid Executive order, federal, state or local law, ordinance, rule or regulation shall
be deemed to be incorporated herein.
IS NOW:
14. Other Applicable Laws. Any provision required to be included in a contract of this type by any
applicable and valid Executive order, federal, or state privacy laws and security standards.
33. QUESTION:
RFB Section B: 17. Applicable Law. Please confirm that the Governing Law provisions contained in the
Master License Agreement as Amended shall supersede this clause.
CNM’s Response:
CNM confirms that the Governing Law provisions contained in the Master License Agreement as Amended
shall supersede the RFB Section A Clause 24 and Section B Clause 17.
34. QUESTION:
RFB Section C: Regarding Indefinite quantity Price Agreement, our Supplier will not offer one (1) year
renewals after the initial eight (8) year term. Please confirm that CNM will remove language about the
indefinite quantity price agreement.
CNM’s Response:
Confirmed. See the attached updated Section D: Bid Response form. This change from a five (5) year term
to an eight (8) year term is also applicable to Section C.
35. QUESTION:
RFB Section C: All prices shall be F.O.B. Destination. Please confirm F.O.B. is not applicable to this
Request for Bids.
CNM’s Response:
Confirmed
BID #T-2926
Copyright CNM, 2014. All rights reserved.
Page 7 of 8
36. QUESTION:
RFB Section D: Please clarify what NMSA 13-1-150 means.
CNM’s Response:
NMSA 13-1-150 is noted below. This statute allows CNM to keep a Purchase Order active for multiple
years. The Services on any resultant Purchase Order will be funded and invoiced annually, therefore
CNM’s Purchase Order must remain active for up to eight (8) years for a term of service that is for eight (8)
years.
13-1-150. Multi-term contracts; specified period.
A. A multi-term contract for items of tangible personal property, construction or services
except for professional services, in an amount under twenty-five thousand dollars ($25,000),
may be entered into for any period of time deemed to be in the best interests of the state
agency or a local public body not to exceed four years; provided that the term of the contract
and conditions of renewal or extension, if any, are included in the specifications and funds
are available for the first fiscal period at the time of contracting. If the amount of the contract
is twenty-five thousand dollars ($25,000) or more, the term shall not exceed eight years,
including all extensions and renewals, except that for a contract entered into pursuant to the
Public Facility Energy Efficiency and Water Conservation Act [6-23-1 NMSA 1978], the
term shall not exceed twenty-five years, including all extensions and renewals. Payment and
performance obligations for succeeding fiscal periods shall be subject to the availability and
appropriation of funds therefor.
37. QUESTION:
RFB Section E: We understand that the document order of precedence is CNM’s Purchase Order and
Purchase Order Terms and Conditions reflected as the Section B Terms and Conditions as amended per this
RFB, the RFB Section A Terms and Conditions as amended per this RFB, and the Vendor’s response to the
RFB And the Master License Agreement. Please confirm that the RFB Section A & B terms and conditions
as amended shall not change after award is made.
CNM’s Response:
Confirmed
BIDDERS ARE REQUIRED TO ACKNOWLEDGE RECEIPT OF ALL AMENDMENTS IN THE SPACES PROVIDED IN
SECTION E, SIGNATURE OF FIRM’S AUTHORIZED REPRESENTATIVE.
All other specifications, terms and conditions remain unchanged. This amendment may also be downloaded from CNM’s website
http://www.cnm.edu/depts/purchasing/request-for-bids. The RFB due date has been extended to be on or before 3:00 PM, June 27,
2014.
Attached:
Updated Section D: Bid Response Form (1 page)
BID #T-2926
Copyright CNM, 2014. All rights reserved.
Page 8 of 8
SECTION D: BID RESPONSE per RFB Amendment # 4
USE THIS OFFICIAL FORM – DO NOT RECREATE OR USE ALTERNATIVES
•
•
•
•
•
•
Please return with your Sealed Bid Response:
Section D: Bid response Form
Section E: Signature of Firm’s Authorized Representative
Section F: Debarment/Suspension Status & Non –Collusion Affidavit Form.
OFFERORS WISHING TO RECEIVE THE RESIDENTIAL PREFERENCE AS APPLICABLE PER NMSA 13-1-21 & 131-22 MUST SUBMIT A VALID RESIDENTIAL PREFERENCE CERTIFICATE WITH THEIR SEALED RESPONSE.
OFFERORS WISHING TO RECEIVE THE VETERAN RESIDENT BUSINESS PREFERENCE AS APPLICABLE PER
NMSA 13-1-21 & 13-1-22 MUST SUBMIT A VALID RESIDENTIAL PREFERENCE CERTIFICATE WITH THEIR
SEALED RESPONSE.
KEEP FOR YOUR RECORDS, BUT DO NOT SUBMIT THE RFB SECTIONS A – C
SECTION D: BID RESPONSE FORM FOR BID # T-2926
COMPANY NAME:
RESIDENTIAL PREFERENCE NUMBER:
CNM reserves the right to make multiple awards on this bid. CNM reserves the right to award by lot, individual item or consolidate all or groups of bid
items, whatever is in the best interest of CNM. Any services in addition to standard manufacturer’s warranty shall be provided with bid submission.
If the bidder makes mistakes in calculating total price where quantities are involved, then the unit price shall prevail.
Item
Qty
Unit
8
YR
No.
1.
Part Number and Description
Annual Hosting and Maintenance, and Subscription fee
renewals (12 months of Service) for TouchNet Payment
Processing Services bundle comprising:
Unit Price
Extended Price
_____________
_______________
- TouchNet Payment Gateway (Credit Card and ACH)
Hosting and Maintenance services renewal
- TouchNet Bill & Payment Suite renewal
- Touchnet Marketplace uPay Limited License renewal
- Touchnet Ready Partner renewal
NOTE: The
extended amount
shown here
excludes any
maximum yearly
increase* for years
2-8.
EQUAL PERFORMANCE PRODUCTS WILL NOT BE
CONSIDERED
CNM intends to award a Blanket Purchase Order to the lowest responsible bidder based on the
requirements for a total term of eight (8) years of service. Each twelve (12) months of service shall
begin July 1 and end June 30. Each twelve (12) month of service shall be invoiced and paid annually
(i.e., eight (8) invoices, one invoice per year, each invoice for 12 months of service). Years of Service
two through eight (2-8) shall be subject to a *maximum yearly increase of up to four percent (4%) per
year.
Maximum Annual
percent (%) increase
_______________
NOTE: the maximum
annual percent
increase may not
exceed 4% per year.
PAYMENT DISCOUNTS OFFERED:
Note: CNM will take advantage of payment discounts offered whenever possible; however, payment discounts will
not be used As a means to determine the lowest responsible bidder
_______________
GRAND TOTAL, FOB Destination (Item 1):
_______________
BID #T-2926 Advertised May 22, 2014
Copyright CNM, 2014. All rights reserved.
Page 8 of 11